All in Your Head
by thatmasquedgirl
Summary: AU: Mind Over Matter, #2. *Felicity contemplates the pros and cons of mind reading.* A story that takes place after the first scene of "Mind Over Matter," this time involving ice cream, a bed, and a whole lot of heat. Complete.


**Title: All in Your Head  
Word Count: 4939**

 **Notes:** Sorry it's a little late, but Oliver was being uncooperative. I don't know why this time; I swear I was really nice to him. Anyway, this is in the Mind Over Matter universe, but it takes place after the first scene of "Mind Over Matter," not after it. I'd recommend reading all of that first, if you haven't already.

Love to know your thoughts, but I understand completely if you choose not to. :)

Without further ado, let the games begin! ;)

* * *

It's all Felicity can do to keep from screaming when she turns from her fridge to find a shadow lurking in her house. For not the first time, she hates her odd sleeping patterns and the strange desire for mint chip ice cream that suddenly assaults her at two in the morning sometimes. Having just been bent over in her bottom-drawer freezer—ugh, why did she ever think that was a good idea?—and her glasses still in the bedroom, the fuzzy silhouette takes her completely by surprise. Then she remembers her house guest and mentally slaps herself.

How the hell did she forget that Oliver Queen, a man the world still thinks to be dead, is staying in her spare bedroom tonight?

It was his thought to wait until morning to announce his return from the dead, and Felicity had offered him her spare bedroom when he'd actually suggested sleeping on the street until the morning. And, apparently, he's just as prone to roaming during the night, if his surprise presence is anything to go by—probably due to the nightmares. She poked her head in to check on him when she heard him screaming earlier, but she didn't know how to wake him. Something tells her that shaking Oliver awake would have been a bad idea.

"It would have," he agrees, and it takes her a moment through a fog of sleep to remember his uncanny ability to see what's going on in her head. Felicity can't help but notice that his voice is rough with either fatigue or sleep, making it low and gravelly in ways that make him seem either mysterious or dangerous. (It's hard to tell in her sleep-induced haze.) "I would never try to hurt you, but…" He trails off slowly. "But when I'm asleep, I… react."

"I know that," Felicity insists quickly, and it has absolutely nothing to do with reassurance. Even though she's known him for little more than twenty-four hours, _knows_ that Oliver would never try to harm her. It's a simple fact. The grass is green, the sky is blue, water is wet, and Oliver wouldn't so much as touch her without permission—let alone hurt her. After reaching around to grab two spoons from the drawer, she offers one in his general direction. "I tend to wake up and prowl on occasion. And right now seems like a perfect time for ice cream. Want some?"

"No, thank you," he answers, stepping forward into the light, toward her bar. Only then does she realize that he's shirtless, wearing a pair of sweatpants that hang tantalizingly low on his waist. Felicity's mouth runs dry suddenly, and she decides that ice cream isn't going to keep her from melting. She might actually have to stick her head in the freezer for this one. And too late she remembers again that he heard every word of her lust-driven internal monologue.

It would be absolutely lovely if the ground would open up and swallow her whole.

Surprisingly, Oliver chooses to leave it alone; he's usually quite keen to pick up on her thoughts and discuss them as though she's speaking aloud. "I heard you moving around," he explains his movements, "and I wanted to make sure that everything is all right." Then he drops onto one of her barstools, and how does he manage to look so ludicrously attractive while sitting on a wooden stool in her _kitchen?_ It simply isn't fair to the rest of the world. "I usually don't sleep more than a few hours at a time."

She understands the message loud and clear, and, as she's discovered, apparently the first rule of vigilante club is that you _do not_ talk about Island Things. The thought causes him to snicker at her, blue eyes sparkling a little in the light. "Vigilante club?" Oliver repeats, snatching the thought out of her head. While Felicity might not have any issues with him doing so, she admits it might take some time and familiarity before it stops surprising her. "Is that what you think this is going to be?"

He looks up at her from under his eyelashes, the smile slowly falling from his face. "This won't be easy, Felicity," he warns her again, as though they hadn't had this conversation on the plan repeatedly, and once more once they were on the ground. "I'm going to start a war out there. It's going to be violent." There's a brief moment of hesitation before he offers in a very quiet voice, "When I go out there, I might not come back."

It isn't the statement that bothers Felicity; she knew that from the moment she said yes. What _does_ upset her, though, is the eerie calm with which he says it, as though he's accepted his fate, whatever it might be. As though he doesn't give a damn if he lives or dies. It breaks her heart for him, knowing that the last five years had to have been hell. Then a niggling thought creeps through, one she tries to hold at bay but can't: What could happen to someone to make them feel so ambivalent about life?

"Don't go there, Felicity," Oliver warns in a low voice, making her jump. Surely he knew that she'd never ask him, and she _knows_ that thought didn't leave the confines of her mind. …Though, she has been known to blurt things aloud when she doesn't mean to. "You didn't say it aloud," he assures her, though she can't tell if he's talking to her or the countertop.

Maybe Felicity taking the whole thing wrong, but her irritation flares at his assurance. "This might surprise you, Oliver," she snaps as she dips her spoon into the tub of ice cream, "but people are going to think things that you don't want to hear." He actually looks surprised at her outburst, perhaps even a little confused. "Not everyone is going to know what you can do, and I'm not sure I _want_ to filter my thoughts just because I know you can hear them."

After shoving the spoon into her mouth and swallowing mint chip goodness, she adds, "I know you can't change what you can do, and I can't change what I think. We'll have to meet in the middle somewhere." Then Felicity hesitates. "You know I would never ask you about the island, don't you?" He might be hard to read, but she knows that's relief lurking around the edges of Oliver's expression. "If you want to talk about it, I will listen, but I will _never_ ask you about it. But I will always wonder because I don't like mysteries. They need to be solved."

Because Oliver doesn't seem to know what to say and she feels a little sorry for him, Felicity offers an olive branch. "If you don't want ice cream, can I get you something to drink?" she asks. While the subject change seems to take him by surprise, it also brings a smile to his face as he realizes that she's not angry with him.

It seems to be a call to action for him, and he slowly rises to his feet before circling the counter and moving toward the refrigerator. "I'm not your guest, Felicity," he answers. "You don't have to wait on me." He pulls a bottle of water from her fridge, then moves to the cabinets with a little hesitation. "But you could point me toward a glass."

Felicity tries to bite down on a smile before she realizes it's pointless to do so. Most people would have just opened cabinets until they found what they were looking for, but apparently Oliver likes boundaries. He knocks on the doorframe to her bedroom even when it's open, asked for permission to enter her guest room, and now he won't open her damn cabinets for a glass. She finds it kind of sweet.

Instead of answering with words, instead she opens the far cabinet for him, standing in front of the door. He reaches across her for a glass and she decides that this wasn't the best plan she's ever had; it only gives her a better view of all those scars, muscles, and tattoos. God, she hopes she isn't drooling. She might have to ask him to go put a shirt on just so she can concentrate.

"I could do that," he offers with a slight smile. He doesn't look at her but instead reaches for a glass, and Felicity kind of appreciates that; it's embarrassing enough that he hears her internal monologue, but he at least gives her what privacy he can.

Still, she can't help but huff, "I thought you were trying to be un-telepathic for practice for tomorrow." The corners of his mouth turn up slightly, and Felicity thinks she likes the way that looks on his face. "If so, you're probably going to freak a few people out tomorrow. You're not very good at it."

Oliver turns back to her then, and, at their close proximity, he looms over her. How did she never notice that height difference before? The thought causes the corners of his mouth to turn up, but this time he doesn't comment on her errant observations. "I have more restraint than you think," he assures her. "I just choose to answer your thoughts because I want to." He studies her a moment longer. "I've heard your thoughts and your words enough to separate the two. This isn't going to be as difficult as I thought."

Well, _someone_ is confident, she can't help but notice, and that thought forces a soft, breathy sound from his throat. After a moment, Felicity realizes it's some version of a laugh. Unfortunately, though, the lightness in his expression only brings contrast to the dark splotches under his eyes that she didn't notice before. Without thinking, she reaches up, chancing two fingers to touch one. Her touch is light, but Oliver still tenses. Too late she realizes that this is Oliver Queen, which means a different manner of approach is necessary. He doesn't touch people, and he sure as hell doesn't allow them to touch him.

"You just surprised me," he states, easing her fears a little. The last thing she wanted to do was make him uncomfortable in any way. "When you do something without thinking, I can't prepare for it." He doesn't move away from her touch, though, and, if he were anyone else, Felicity would think he's leaning into it, if only a little.

"It's just…" Felicity trails off, stroking the dark spot under his eye again. "You look so tired, Oliver. I wish there was something I could do to keep the nightmares away for you." If she knew anything to do, she would do it. He doesn't deserve to suffer like this, but she doesn't know how to protect Oliver from the demons in his own mind.

Granted she may have only known him for the last twenty-four hours or so, but she finds that he's an incredibly likeable person—all honor and valor, but with a level of humility she never would have expected from him. The extra dose of charm he threw at her certainly didn't hurt, either, but Felicity thinks it's more than that—it's simply charisma. Though why any higher power would give a face like that buckets full of charm, a healthy dash of charisma, and a double-dose of charm is beyond her—it just isn't fair to the rest of the world.

Though the thought makes the corner of his mouth tilt up, his eyes are still sad. Slowly, he closes his hand over Felicity's, pulling it away from his face. "I _was_ the nightmare, Felicity," Oliver admits so quietly she barely hears him. When he drops her hand, he adds at normal volume, "I just wanted to make sure you were the only one down here." Then he throws her a fake smile that makes her frown immediately. "I'll let you get back to your ice cream in peace." He's already moving away from her then, a little too fast for a simple walk. Over his shoulder, he calls, "Goodnight, Felicity."

She gapes after him for a moment, stunned by the sudden change in his mood. Maybe she just broached a topic that was off-limits, yet another mistake in navigating the minefield that is Oliver Queen. It's only when she hears the door slam that she jolts into action. With a surprising amount of determination, she shoves her tub of ice cream in the freezer and throws her spoon in the sink, picking up the bottled water and the glass before charging toward the guest bedroom.

Though he probably already knows she's there, Felicity knocks on the closed door anyway. There's no movement for a long moment, and her thoughts spin in a direction solely aimed for him to hear. Because surely he can't be naive enough to think that she would simply go away because he isn't currently acknowledging her existence. After all, if there's one trait she will always beat Oliver at, it's bull-headed tenaciousness—and he's not exactly lacking in that department, either. Still, she's absolutely willing to wait out here all night if she has to, and if she _does_ have to, he most certainly will _not_ like her in the morning.

She's about to start calling the scruffy-looking nerf herder every name she can think of in her head when the door finally opens. The sadness is still in his eyes, but the corners of his mouth are turned up. "What did you just call me?" he asks, then he shakes his head slightly, almost as if he didn't mean to ask that. "You don't have to knock, Felicity. This is your house." Oliver hesitates then, finding something very interesting to look at over her shoulder. "But I should probably try to get some more sleep before tomorrow."

The dismissal is loud and clear, but Felicity has no intention of forcing him to face things from the past that he's not yet ready to face. Instead, she hands him the bottle of water and the glass. "You left these on the counter," she says simply. She turns to walk away, but then a thought occurs to her that she feels the need to share aloud, one that she's never voiced to anyone. And certainly the few times she's ever thought about it, she has _never_ thought about sharing it with a mind-reading, billionaire, soon-to-be-vigilante Oliver Queen.

Oliver waits for her to gather her nerve, understanding that this isn't something she can share easily. When she falters, Felicity makes sure to let him know it's because she's trying to work up the courage; she _wants_ to talk about this to him, even though it might be one of the hardest things she ever has to do.''

His reaction is perfect, motioning her into the room. She enters, sitting on the bed and running her palms over her thighs absently. Oliver drops down next to her, and the look in his eyes is one of infinite patience. He'll wait this out as long as she's willing to share. Felicity finds that's exactly what she needs to start talking, and she steadies herself with a breath.

"When I was in college," she admits slowly, "I had a boyfriend. His name was Cooper. I know you've heard me think about him—I do that a lot." Biting her lip with a slow exhale, Felicity finds herself transitioning immediately from grasping for words to blurting them out. "He had a passion about using computer programming skills for the betterment of the people—whether it was legal or not. At the time, I was nineteen and stupid, so I didn't realize he was basically a cyberterrorist."

Felicity releases a shaky breath—not because she doesn't want to share, but because this is her darkest moment and she never looks good in that light. But, then again, she's yet to meet anyone who looks particularly good in their darkest hour. "I was caught up in it, and I created something he called a 'supervirus.' If we'd unleashed it, it would have pretty much destroyed any server I set it on. He wanted to use it, but I backed out at the last minute."

Her hands are shaking, and she crosses her arms to prevent him from seeing. "I saw what he was going to do, and I didn't want it to happen. So I turned him in, provided the cops with enough information to lock him up under the Patriot Act. He was killed in a prison riot within three months—stabbed by a makeshift weapon meant for someone else." Her voice quavers at the end, and Felicity bites down on her lip. She _will_ not cry about this—she is _done_ crying over Cooper Seldon and her choices. She made them, and now she has to live with the consequences. "I'm the one who put him in jail, Oliver—the police wouldn't have caught him without me." She hesitates. "I know it's not the same as what you've faced, but I still have nightmares, too."

"You did what you thought was right," Oliver states, surprising her with the insistence in his tone. "If you hadn't, the consequences would have been just as devastating—maybe even worse. You did what you had to do, Felicity. I know it wasn't easy, but…" He hesitates. "I don't think the right choice ever is."

"I could say the same to you about whatever you lived through on that island," she retorts, and he stiffens for a moment. "Whatever decisions you made, you chose them to stay alive. It can't be easy to live with." Fidgeting for as she prepares to speak again, Felicity adds, "Nobody looks good in their darkest moments, Oliver. That's _why_ we call them our 'darkest moments.' But they don't define us—not unless we let them." She takes a breath, realizing too late that she might have crossed some boundaries. After all, they're vigilante club partners, not friends. "My point is that, if there's anything you can do about the nightmares, you shouldn't continue to suffer out of some twisted view of atonement. And if you need help, you should let me know."

The moment between them goes silent for several heartbeats, but not the awkward kind of silent that usually follows one of her accidental innuendos. Felicity feels like she might have actually gotten through to him this time. She's just about to leave when Oliver states quietly, "You help, Felicity." She turns to gauge his expression in the darkness, and he repeats the thought. "You're already helping. Thank you."

She smiles and starts to assure him that she's more than glad to be of assistance, but he's faster in response. "Do you know what kind of computer setup you want for base?" he asks abruptly, and she understands that it's a distraction he needs right now. Apparently he isn't going to shoo her out quite yet, and she's very awake thanks to a sugar rush and the mild scare he gave her.

More than willing to fill the silence, she launches into a ramble about specifications and what kind of computers she wants. Felicity tells him how she plans to build them from scratch, what supplies and equipment she'll need, how she wants three computers and her plans to eventually plug in some servers to help store and process information.

By the look he gives her, she's sure that most of it goes over Oliver's head, but he doesn't comment one way or the other, only listening to her with the corners of his mouth turned up. Somehow Felicity ends up stretched across the bed, propping her head on her hand as she looks up at him, where he's sitting against the headboard. It's nice for a change—no tension, no awkward conversations. She just chatters idly, and he listens, occasionally interjecting something as the whim suits him.

She's not sure how she falls asleep there, but she does.

* * *

It's too warm. That's the first coherent thought that reaches the edges of Felicity's mind, one that's almost nonsensical in its confusion. But that doesn't make it any less true; it feels absolutely cozy under the pile of blankets that keep out the December chill. At first she thinks that maybe next time she needs to turn down her new mattress pad she purchased before she left for Vegas, but then she realizes that the heat is coming from the wrong place for that. It isn't under her, but _around_ her.

Then the heat shifts a little.

Panicked, her eyes fly open, and she realizes that she's not in her bedroom, but the _guest_ bedroom. She studies it with confusion, and slowly she remembers talking to Oliver last night as a way for them to distract each other from the more difficult conversation they'd had before. She doesn't remember leaving, but the explanation to that is right in front of her: she didn't. Only then does she notice the weight over her back as she lies on her stomach. While it's not uncomfortable, it is confusing. She slowly slides a hand down to it, only to meet skin and firm muscles. Unlike her location, it dawns on her immediately: Oliver.

Normally it would freak her out and send her into a panicked spiral to wake up with a man wrapped around her, but two other assessments calm her down. First is that his arm seems to be draped over her haphazardly, as though it just sort of fell that way when he rolled over. The second is that there's absolutely no risk of anything intimate happening between them. While Oliver may be absolutely lovely to look at, Felicity is under no false illusions: girls like her do _not_ get guys like him.

Not that she'd want him in the first place. It's a generic statement.

Still, it's kind of nice—Oliver has the intensity of a furnace and Felicity can feel a soft puff of breath at the back of her neck. His unshaven jaw is a little scratchy on the back of her neck and he's a little heavy, but she honestly doesn't mind. This is the warmest she's been since winter set in, and no way is does she want to pass that up while he's willing to stay here.

"I'm not going anywhere if you aren't," Oliver mutters slowly against the back of her neck, his voice rough and slurred with sleep. It causes her to tense—she did _not_ know he was awake—but after a moment of him lying against her without moving, Felicity thinks he might have actually meant it. "I did," he assures her, this time sounding more awake. He must notice their positions because he follows it up with a question—probably one he would have asked first if he'd been awake. "Am I hurting you?"

"No, you feel amazing," she blurts, and then immediately winces. "And by 'amazing,' I mean you're really warm and that feels good. I'm not talking about anything else, despite what it might sound like." She can't even _feel_ the part of him that would be referenced in that double-entendre, as it's just his torso draped over her. The wince turns into a groan as Felicity remembers that, even if she manages not to babble aloud, he can hear her slip-ups in her head. That's going to be awkward.

But she's almost glad she did when Oliver lets out a soft, irregular breath against her neck—that quiet, breathy laugh he's so fond of. "You feel amazing, too," he answers with a smile in his voice, and damn him for being able to say that without babbling on incessantly. Felicity is a little jealous of that ability. "I thought about carrying you back to your room after you fell asleep," he admits, "but I'm glad I didn't."

She makes a face, even knowing he can't see it. "I hope you didn't mind that I fell asleep on you. It wasn't the company, though. It was jet lag." Felicity's eyes fall closed against her will as the warmth permeates a little better and, if she burrows deeper into Oliver, well, it's purely by accident. "You should have kicked me out of your bed so you could get a decent night's sleep." God knows he probably needs it.

An odd tone enters his voice when Oliver responds, "I slept just fine." He must know that she's about to ask because he continues, "You were dreaming—that's why I didn't move you." When he speaks again, his voice is low and hesitant. "I've never listened to anyone dream before. It was… peaceful."

Felicity may have known him less than forty-eight hours, but she knows that tone and what it means. This is an uncomfortable topic for him—for whatever reason—so she bypasses it immediately with, "God, I hope it wasn't the panda thing again."

The comment earns her a breathy chuckle that she only recognizes because of his breath at the back of her neck. "Not this time," Oliver assures her. Suddenly he shifts, and Felicity groans when the first touches of cold hit her. "As much as I'd like to stay here, I should probably start preparing to meet my family today."

As his weight leaves both her and the bed, she blurts, "Is there any way I can convince you not to?" Then she makes sure to let him know she was joking in her thoughts—after all, he deserves to see his family again as soon as possible. "Because I'm very comfortable and I don't really want to get up to drive you out to Ye Olde Castle."

"It's not a castle, Felicity," is his immediate response, and she can hear rustling of clothing that indicates she's probably better off to stay here instead of prowling. "According to my mother, castles had a purpose for defense and protection from enemies." Clothing hits the floor behind her, and yes, Felicity should _definitely_ stay where she is for the moment. God only knows what the sight of an even-less-clothed Oliver Queen would do to her. "I think that makes it a palace."

"Not helping, Oliver," she chides.

He ignores her, continuing as if she hadn't spoken, even if there's a smile in his voice this time. "And you don't have to drive me—I could always walk."

This time, she can't help rolling over to face him, and she's just in time to watch Oliver zip up his jeans. Her eyes flick to the motion, and suddenly Felicity can't decide if that image was a blessing or a curse. For the sake of her sanity, she forces it to the back of her mind. "You live, like, ten miles out of town, Oliver," she answers. "That's too far to walk." The look on his face makes her think he's about to protest so she qualifies it with, "For a normal person, anyway." Reluctantly, she leaves the bed, deciding that she needs to get ready. That's when another thought hits her. "Unless you're saying you know how to hotwire a car, which I really don't need to know about. I agreed to be an accomplice to vigilantism, not grand theft auto." Another thought occurs to her. "Which reminds me: you're going to need a mode of transportation if you're going to go grr-stop-being-bad-or-I'll-arrow-you all over the city."

The corner of his mouth quirks up at that description. "I'll think of something," he assures her, too flippant for Felicity's comfort. He distracts her when he pulls on a gray sweater, and then his eyes go to the green trunk he brought with him. As always, it piques her curiosity, but she told Oliver she wouldn't ask about the island. That includes the Box of Island Things, too. "I was hoping you could keep this here until we find a base." The gesture surprises her—that's a lot of trust for someone who faced so much pain—but he dismisses it with a shrug. "I know it will be safe here."

She nods in answer, turning to walk toward the kitchen; if she's going to be awake, she might as well scrounge up some coffee and breakfast. "Felicity?" he calls after her, and she turns immediately. Indecision wars across his features, and she wonders what caused Oliver's sudden change in mood. It isn't long before he lets her know: "I'm going to keep you safe." It isn't just a statement; it's a promise, probably one ingrained in his own fears. "This is going to be dangerous—for me. Never for you."

Emotion prevents her mouth from working—it's a nice gesture that she appreciates. Never before has she been so glad for his mind-reading. Because, honestly? Felicity isn't too worried about it, one way or another. This city needs help somehow, and, though it might kill her, something tells her that she doesn't want to miss this. After all, it's not every day she meets a mind-reading, presumed dead future vigilante in an airport.

"I hope there aren't any more of them," Oliver answers with a straight face, but the lightness in his eyes makes Felicity think he's going to tease her again. It takes a moment, but finally the smile peeks out. "I'm not sure you know what to do with just one of me."

She turns to leave for both her safety and his, muttering to herself, "Don't even go there, Smoak."

* * *

 _Playlist:_

 _Even though this is from Felicity's perspective, somehow the playlist ended up expressing Oliver's perspective. Think of it as a complement instead of an accompaniment._

 _"Hold Me Down" - Halsey  
"Believe" - Hollywood Undead  
"Monster You Made" - Pop Evil  
"The Edge of Tonight" - All Time Low  
"Sleep" - My Chemical Romance  
"Don't Feel Right" - The Dirty Youth  
"All Together" - Stars in Stereo_


End file.
